FSD Pharma Announces Decision To Surrender Health Canada Licenses For Subsidiary FV Pharma Inc.

FV Pharma to shut down operations within 30 days

CANADA: FSD Pharma Inc. today announced that it has notified Health Canada of the Company’s decision to forfeit the licenses of its wholly-owned subsidiary, FV Pharma, Inc.  and suspend all activities by FV Pharma within 30 days of the notification date. FSD Pharma has begun the process of liquidating all FV Pharma assets, including the sale of the Company’s cannabis production facility in Cobourg, Ontario.

“It is now clear to us that our shareholder value is best served in closing down our medicinal grade cannabis operation in Cobourg, Ontario and reinforcing steps to advance pharmaceutical R&D efforts on our lead compound FSD201 (ultra-micronized PEA) and continuing to explore the acquisition of other compelling compounds to expand our drug development pipeline,” said Raza Bokhari, MD, Executive Co-Chairman & CEO.

“Our pharmaceutical R&D team led by Dr. Edward Brennan is actively working to submit an Investigational New Drug Application (IND) to the FDA for the use of FSD201 (ultra-micronized PEA) to treat hospitalized COVID-19 patients by down-regulating the over-expressed pro-inflammatory cytokine immune response to SARS-CoV-2 virus infection. We are hopeful to initiate the phase 2 clinical trial before the end of this year and remain cautiously optimistic that our study may improve treatment outcome for COVID-19 patients.”

The Company is not making any express or implied claims that its product has the ability to eliminate, cure or contain the COVID-19 (or SARS-2 Coronavirus) at this time.

FSD Pharma Takes Steps To Mitigate The Impact Of COVID-19 On Its Cannabis Production Facility In Cobourg, Ontario

CANADA: FSD Pharma Inc. today announced that it has taken steps to mitigate the impact of the novel coronavirus SARS-CoV-2 pandemic on its wholly-owned subsidiary, FV Pharma Inc., a licensed producer under Canada’s Cannabis Act and Regulations, and its facility in Cobourg, Ontario. The Company’s actions are aligned with evolving guidance from provincial and local Canadian health officials.

Effective immediately, FSD Pharma management has implemented a systematic and orderly scale back of FV Pharma’s cultivation operations and a furlough policy for its workforce, except for certain personnel working staggered shifts to ensure continuity of operations and licensure. The Company has also closed its facility to collaboration partners and ceased their operations.

“Following a COVID-19 Declaration of Emergency by the Government of Ontario and confirmation of the presence of coronavirus infections in the town of Cobourg with nearly 19,000 residents, we have taken necessary steps to ensure the safety of FV Pharma’s employees, the Cobourg community and our in-facility partners,” said Raza Bokhari, MD, Executive Co-Chairman & CEO. “The COVID-19 pandemic is rapidly shifting, and we have assembled a working group within FSD Pharma to perpetually monitor the unprecedented market realities that are shaping the local and global business landscape. We are putting forth our best efforts to make deliberate, definitive and difficult decisions to mitigate any present and future setbacks. We are committed to persevere through these unchartered times and are prepared to recalibrate our strategic objectives and deliverables to adapt to the new normal that is emerging. We are confident that we are resiliently positioned to continue to advance our specialty pharmaceutical R&D efforts to target the endocannabinoid system of the human body.”

FSD Pharma To Begin Trading On The NASDAQ Capital Market Under Symbol ‘HUGE’ January 9, 2020

FSD Pharma

CANADA: FSD Pharma Inc. today announced that its Class B Subordinate Voting Shares (the “Shares”) have been approved for listing on the NASDAQ Capital Market under the symbol ‘HUGE’. Trading on the NASDAQ is expected to commence at market open on Thursday, January 9, 2020.

The Company’s Shares will continue to be listed on the Canadian Securities Exchange under the symbol ‘HUGE’.

“As we announce this much anticipated and coveted milestone, I want to congratulate the FSD Pharma team, our stakeholders, and, most importantly, our shareholders. I also want to extend my gratitude to the members of the Board of Directors of FSD Pharma, and especially to the founders of the Company, for their vision and for giving me an opportunity to lead the FSD Pharma team to achieve this strategic advantage. It is exciting to realize that once we begin trading on NASDAQ, we will be included in a select group of 12 Canadian-domiciled cannabis companies trading on either the NYSE or NASDAQ, and the first company in the history of the Canadian Securities Exchange to be dual-listed on a major U.S. exchange,” stated Raza Bokhari, MD, Executive Co-Chairman and CEO.

 

FSD Pharma Appoints Former Member Of U.S. Congress To Its Board of Directors, Announces Share Consolidation

CANADA: FSD Pharma announced the appointment of former U.S. congressman Stephen Buyer to the Company’s Board of Directors. The Company also announced that it will complete a consolidation of its class A multiple voting shares and its class B subordinate voting shares each on a 1 to 201 basis.

“In welcoming Steve Buyer to the FSD Pharma Board of Directors and announcing a share consolidation, the Company has made an immense positive stride forward” said Raza Bokhari, MD, Executive Co-Chairman and CEO. “Steve’s addition has further strengthened the independence and profile of the FSD Pharma Board of Directors; his broad leadership experience and pharmaceutical industry relationships will help enhance our visibility, especially among U.S. Institutional investors and on U.S. Capitol Hill. The share consolidation or reverse split of our stock is timed to advance our strategic plan to raise the profile of our company in the U.S. capital markets, which includes listing on a major U.S. stock exchange in the near future” continued Dr. Bokhari.

“I’m pleased to be joining the FSD Pharma Board of Directors. The opportunity to participate in FSD’s growth at this stage is exciting. Unfortunately, auto immune diseases have clustered in my wife’s family. I am attracted by FSD’s medical research to tame and define the unknown by challenging the edges of medical science to provide relief to people suffering from fibromyalgia and other serious illnesses,” stated Mr. Buyer.

Stephen Buyer was a member of the United States House of Representatives, serving nine consecutive terms from January 1993 to January 2011. During Congressman Buyer’s long tenure in the Congress, he served on the Committees on Veterans Affairs, Armed Services, Judiciary, Energy and Commerce Committees and also served on the Military Compensation and Retirement Modernization Commission. He is presently the Managing Partner of the 10-Square Solution, LLC, focusing on business development, mergers and acquisitions, and representation before the federal government.

Congressman Buyer served as Chairman of the Committee on Veterans Affairs for the 109th Congress, as well as the Ranking Minority Member for the 110th and 111th Congresses. He centralized the VA’s IT architecture and was named to the Federal IT top 100. Congressman Buyer also served on the House Armed Services Committee from 1993 to 2001, including as Chair of the Subcommittee on Military Personnel in the 105th and 106th Congresses. He founded and co-chaired the National Guard and Reserve Components Caucus. He created the renewable energy portfolio for the Department of Defense and Veteran Affairs. He was the architect of TRICARE For Life and authored the U.S. military’s pharmacy redesign. His other Congressional assignments included service on the Health, Energy, and Technology subcommittees of the Committee on Energy and Commerce from 2001 to 2010, where he assisted in creating Medicare Part D, authored the electronic pedigree pharmaceuticals distribution system, served as a House Conferee on the Telecommunications Act of 1996, and lead the Congressional effort to reorganization of the U.S. Olympic Committee. He also served the House Committee on Judiciary from 1993 to 1999.

Congressman Buyer, as an Army Reserve officer, served four years on active duty, including a tour of duty in Iraq during the first Gulf War (1990-91) where he was awarded the Bronze Star as an Operational Law Judge Advocate. Prior to JAG, he was a Medical Service Corps Officer for 4 years. Congressman Buyer, after 30 years of service, retired with the rank of Colonel in the U.S. Army Reserve Judge Advocate General Corps.

Prior to his tenure in the United States Congress, Congressman Buyer served as a Special Assistant United States Attorney, Indiana Deputy Attorney General, and engaged in a private law practice.

Congressman Buyer is a distinguished military graduate of The Citadel in 1980 with a B.S. degree, and received his J.D. from Valparaiso University School of Law in 1984. He is a member of the Indiana and Virginia state Bars.

In addition, FSD is pleased to announce that its Board of Directors has approved the Consolidation on a 1:201 basis. Effective October 16, 2019, with a record date of October 17, 2019, the Company expects to begin trading the Class B Shares on the Canadian Securities Exchange on a post-Consolidation basis under its existing name and ticker symbol. The new CUSIP and ISIN for the Class B Shares are 35954B206 and CA35954B2066, respectively.

The Company currently has 1,582,966,252 Class B Shares outstanding and the Consolidation will reduce the issued and outstanding Class B Shares to approximately 7,874,809 Class B Shares. The Consolidation was approved by FSD shareholders at the Company’s special meeting held on January 22, 2019, and will allow the Company to continue to pursue the listing of the Class B Shares on a major U.S. exchange.

The Company will not be issuing fractional post-Consolidation FSD Shares in connection with the Consolidation. Where the Consolidation would otherwise result in a shareholder being entitled to a fractional FSD Share, the number of post-Consolidation FSD Shares issued to such holder of FSD Shares shall be rounded down to the nearest whole number of FSD Shares. In calculating such fractional interests, all FSD Shares held by a beneficial shareholder shall be aggregated.

A letter of transmittal with respect to the Consolidation will be mailed to registered shareholders of the Company. All registered shareholders with physical certificates will be required to send their certificates representing pre-Consolidation FSD Shares along with a completed letter of transmittal to the Company’s transfer agent, Computershare Investor Services Inc. (“Computershare”), in accordance with the instructions provided in the letter of transmittal. Additional copies of the letter of transmittal can be obtained through Computershare. All shareholders who submit a duly completed letter of transmittal along with their pre-Consolidation FSD Share certificate(s) to Computershare will receive a post-Consolidation share certificate. Shareholders who hold their FSD Shares through a broker or other intermediary and do not have FSD Shares registered in their name will not need to complete a letter of transmittal.

The exercise or conversion price and the number of FSD Shares issuable under any of the Company’s outstanding warrants and stock options will be proportionately adjusted to reflect the Consolidation in accordance with the respective terms thereof. After the Consolidation, there will be approximately 1,033,782 stock options and warrants to purchase 576,499 Class B Shares outstanding.

The Class A Shares will also be consolidated on a 1:201 basis, such that post-Consolidation there will be 72 Class A Shares issued and outstanding, each Class A Share representing 276,660 votes on all matters. Based on the current issued and outstanding number of FSD Shares, the Class A Shares collectively represent approximately 72% of the voting rights.

FSD Pharma Receives Cannabis Sales License From Health Canada

CANADA: FSD Pharma Inc. announced that its wholly-owned subsidiary FV Pharma Inc. has received its Sale for Medical Purposes license to sell cannabis under the Cannabis Act (Canada). The license went into effect on April 18, 2019.

The license allows the current FSD facility to supply and sell cannabis products. The company anticipates receiving the amended sales license that will include the sale of dried and fresh cannabis flower in the near future.

Dr. Raza Bokhari, Executive Co-Chairman and CEO congratulated the FSD Pharma team, shareholders and stakeholders on this much anticipated achievement. Dr. Bokhari stated, “Our sales license is a key development for FSD Pharma and a huge success and step forward for our Cobourg Facility.”

“We have achieved this milestone thanks to the efforts of our dedicated team. We are exceptionally proud of this achievement and look forward to accelerating our efforts,” commented Dr. Sara May, President of FV Pharma Inc.

Zeeshan Saeed, President and Founder, added, “The granting of our sales license allows FSD to serve the growing medicinal use markets in Canada. We intend to quickly scale up production at our current facility, while continuing to build out the plant to add additional grow capacity. In addition, our sales license opens the door for our partner Canntab Therapeutics to commence sales of its suite of novel cannabis oral dose delivery platforms, including CBD and THC capsules, in Canada and global markets. We expect that this will provide an immediate benefit to both parties, since FSD is entitled to a share of Canntab’s revenue from sales as a result of the collaboration and profit sharing agreement that we entered into this past fall.”

Anthony Durkacz, Founder and Executive Co-Chairman of the board speaking on behalf of the FSD Pharma Board of Directors stated, “We are proud of the leadership at FSD Pharma. This industry is transforming very rapidly and the leadership has positioned the company well to generate top tier revenue from our medicinal grade cannabis production.”

FSD Pharma To Establish Presence In Canada’s Insurance Regimes

Signs agreement focusing on exploring insurance coverage for medical cannabis Canada wide

CANADA: FSD Pharma Inc. announced the signing of a consulting agreement with Joseph L. Romano, a well-respected lawyer with a strong track-record in personal injury law. Mr. Romano has been working with medical cannabis since 2006, assisting people coping with chronic pain to have access to medical cannabis, a viable alternative to opioid based medications.

Pursuant to the terms of the agreement, Mr. Romano will provide consulting on the inner workings of third party actions, WSIB claim handling, first party coverage and no fault benefits across Canada. Mr. Romano will also assist in identifying strategic acquisitions that will enhance shareholder value.

Commenting on the agreement, Dr. Raza Bokhari, Executive Co-Chairman and interim CEO said, “We are very excited to engage Mr. Romano in advance of our anticipated sales license. This is a very timely and important agreement for FSD Pharma to maximize the opportunities in the Canadian market for our products and fits well with our strategy of establishing the company as a leader in medical cannabis.”

In consideration for his services, FSD will pay Mr. Romano consulting fees, warrants and shares in the company, subject to compliance with all applicable securities laws and the policies of the Canadian Securities Exchange.

Investors That Purchased FSD Pharma Securities May Have An Opportunity To Recover Their Financial Losses.

CANADA: Morganti & Co., P.C., a cross border shareholder’s rights law firm, has commenced a shareholder class action lawsuit against FSD Pharma Inc. for publishing investor documents containing misrepresentations of material fact about the status of its joint venture with Auxly Cannabis Group Inc. between September 29, 2018, and January 7 or February 6, 2019.

The shareholders allege that these misrepresentations resulted in the market price and value of HUGE’s securities being artificially inflated or otherwise over-valued as reflected by a portion of the drop in the market price after the release of the corrective disclosures on January 7 and February 6, 2019.

Investors that purchased HUGE’s securities may have an opportunity to recover their financial losses. Investors are encouraged to contact Morganti & Co. to register their interest and determine their financial losses, if any. Investors will not be charged for this service.

FSD Pharma Announces Strategic Investment In Toronto’s Huge Shops

FSD Pharma Announces Strategic Investment in Huge Shops

CANADA: FSD Pharma has completed a strategic investment of $1.3 million or just under 9.9% in Huge Shops, a Toronto-based cannabis retailer. Huge Shops has a strategic alliance with Chairman’s Brands, parent company of Coffee Time, a well-established operator of retail coffee shops with more than 75 locations in Canada and other locations worldwide.

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As part of the investment, Huge Shops has the option to acquire a minimum of ten retail locations under Chairman’s umbrella of properties, and, subject to availability and further negotiation, purchase additional Coffee Time sites. Huge Shops has identified ten initial key locations across Ontario, which meet the company’s strategic objective to become a premiere recreational cannabis supplier.

Under the province’s current model for recreational cannabis, Huge Shops will file expressions of interest with the Alcohol and Gaming Commission of Ontario (AGCO) in the five designated regions across Ontario in order to obtain one of the province’s first retail locations while strengthening its foothold in Canada’s largest market. Huge Shops stores will be branded and operated independently of Coffee Time shops, but the agreement provides access to the Coffee Time’s highly experienced retail management team and large commercial real estate portfolio.

FSD Pharma Executive Co-Chairman and Co-Founder, Anthony Durkacz, says, “Huge Shops’ strategic alliance with Chairman’s Brands enables the company the ability to quickly create a network, with a well-established consumer base, in key demographic areas throughout the province. FSD Pharma, through its investment in Huge Shops, will offer leading cannabis products to consumers in the province.”

As the province rolls out its private retail model, Huge Shops is planning rapid expansion in key markets throughout Ontario to meet its target of operating 75 locations pursuant to the company receiving its retail operator license.

Huge Shops President and Director, Michael Potts, says, “FSD’s investment and our partnership Chairman’s Brands will help us achieve our goal of rapidly reaching Ontario’s 14 million consumers (1), an estimated CAD $2.3 billion opportunity (2). The strategic alliance gives us an advantage by allowing us to avoid cumbersome leasing arrangements, a problem facing many competitors in our industry.”

FSD Pharma Achieves Over 4 Billion Shares Traded In First 6 Months

CANADA:  FSD Pharma announced today that the Company has traded over four Billion Class B subordinate voting shares in its first six months of trading on the Canadian Securities Exchange. During the period of May 29, 2018 to November 29, 2018, the Company traded exactly 4,041,346,300 Class B subordinate voting shares on the CSE. This is the largest total quantity of share volume ever traded by a CSE listed issuer within one year of consecutive days of trading as confirmed by the CSE.

The Company wishes to again thank all its shareholders and stakeholders for their support to date, which has resulted in another record-breaking launch into the Canadian cannabis marketplace.

FSD Pharma Appoints Top GW Pharmaceuticals Executive As Chief Executive Officer

Management addition comes as FSD accelerates specialty cannabinoid pharmaceutical global expansion strategy

CANADA:  FSD Pharma announced today the appointment of Rupert Haynes as Chief Executive Officer. Mr. Haynes is a highly accomplished healthcare executive with nearly three decades of global pharmaceutical experience having most recently held the position of Head of Global Marketing at GW Pharmaceuticals in the United Kingdom. In his new role with FSD Pharma, Mr. Haynes will continue to work out of the United Kingdom, which will support FSD Pharma’s strategy of expanding its global footprint. Interim CEO and Co-chairman of the board, Dr. Raza Bokhari will remain in place as CEO until Mr. Haynes officially assumes the role.

“Mr. Haynes has an impressive track record in pipeline and product development which is directly relevant to FSD’s vision of becoming a global cannabinoid based pharmaceutical leader,” said Dr. Raza Bokhari, Co-chairman of the Board. “He blends world class specialty pharmaceutical experience with a fast-paced biotech mindset that will help accelerate FSD’s growth and global expansion strategy by assembling a top tier management team and pursuing targeted mergers & acquisitions. On behalf of the Board, I welcome him to the company.”

As head of Global Marketing at GW Pharmaceuticals, Mr. Haynes oversaw the strategic development of the firm’s cannabinoid portfolio including numerous cannabinoid pipeline products across dozens of therapeutic areas, but primarily neurological, neurodegenerative and neuropsychological conditions. Mr. Haynes was also involved in the strategic planning & development of Epidiolex®, an FDA-approved cannabidiol, for the treatment of seizures associated with Lennox-Gastaut syndrome or Dravet syndrome. Before GW, Mr. Haynes held numerous commercial roles, including senior leadership positions, at both large pharma and bespoke biotech firms which include Sobi, UCB Pharma, Bristol-Myers Squibb Ltd, UK, and Pharmacia & Upjohn Ltd, UK.

“This is an exciting time to be joining FSD,” said Mr. Rupert Haynes, CEO of FSD Pharma. “The company is advancing at a rapid pace having recently announced a pilot study for SCN-001 in irritable bowel syndrome through its collaboration with SciCann and intention to acquire Therapix Biosciences where there are active clinical trials evaluating cannabinoid combination therapies. I look forward to continuing this fast-paced pharmaceutical development which could lead to multiple significant new development programs in a very short timeframe.”

In October 2018, FSD announced its intention to acquire Therapix Biosciences to develop novel cannabinoid combination therapies in pain, migraine, and other CNS disorders. Therapix is currently evaluating THX-110, a proprietary combination drug based on dronabinol and PEA, in two ongoing Phase 2 studies in Tourette syndrome (Yale U. Medical Center) and obstructive sleep apnea (Assuta Medical Center) with a planned Phase 2 initiation in chronic back pain.

FSD partner SciCann Therapeutics, a company developing novel cannabinoid products for a range of diseases, recently announced initiation of a pilot study evaluating SciCann’s proprietary “Steady Stomach” cannabidiol combination product for the treatment of irritable bowel syndrome patients.

“We look forward to having Mr. Haynes at the helm of FSD as the company expands into the pharmaceutical industry,” said Anthony Durkacz, Co-chairman of the Board and Founder. “The Board believes that Mr. Haynes’ track record of product and pipeline development leadership on both a regional and international level, will support the transition of FSD into a global leader in the cannabinoid-based pharmaceutical space.”

“Mr. Haynes’ appointment as Chief Executive Officer builds on the incredible momentum at FSD Pharma this past year,” said Zeeshan Saeed, President and Founder. “We believe Mr. Haynes brings the vision and know-how to create long-term value for investors and new, effective treatments for conditions where there remains a need for therapeutic alternatives.”